Written by Wills · Former clients · Conflicts
A retainer may end, but the professional risk does not always end with it. Where a solicitor later acts in a matter that may affect a former client’s confidential information, estate plan or significant asset, the issue is not simply whether the earlier file was closed. The question is whether the firm can show a clean route through conflict analysis, confidentiality, consent, safeguards and public trust.
Publication snapshot
This article examines former-client conflicts, confidentiality and retainer closure in the context of wills, estate planning and assets later affected by a different matter. It does not argue that every completed will creates a permanent bar on acting in any future matter. The narrower point is stronger: where a later instruction may be adverse to a former client and connected to confidential information or a significant asset identified in earlier work, a firm should be able to show how it analysed the risk before acting.
Reader note: this article is public-interest commentary and practical legal education. References to conflicts, former-client duties, fiduciary concepts, estate planning, confidentiality and professional conduct are analysis. They should not be read as findings of misconduct, dishonesty, unlawful conduct, fiduciary breach, negligence or professional wrongdoing by any named person, firm, client, landlord, regulator or public body unless established by a competent court, tribunal, regulator, ombudsman, inquiry, audit report or official decision.
Why retainer closure matters
When a solicitor completes a will, conveyance, lease, dispute or advisory matter, the formal retainer may come to an end. That matters. A solicitor is not generally tied to every former client indefinitely. The fact of a past retainer does not, by itself, mean that the firm can never act for anyone else whose interests later diverge from the former client’s interests.
But the end of a retainer is not a reset button. The firm may still hold confidential information. It may understand the former client’s family arrangements, business structure, assets, vulnerabilities, commercial strategy, debts, intentions or priorities. In estate planning, that information can be particularly sensitive because the will may identify assets, beneficiaries, intended inheritance routes and assumptions about future value.
The accountability question is therefore practical. Before accepting a later instruction, did the firm identify the former-client connection, check whether confidential information was held, assess whether the new matter was adverse, consider consent or safeguards, and record why it was proper to act?
Estate planning and asset risk
Estate planning is not only a document-production exercise. A will records intentions about the distribution of property, business interests and personal assets after death. The solicitor may learn why a client values an asset, who is meant to benefit, what risks the client fears, and what family or business consequences would follow if the asset is lost or devalued.
That does not mean every asset named in a will becomes protected from all future legal work by the firm. A will can mention ordinary property, shares, vehicles, business interests or accounts that later become relevant to unrelated work. The safer point is more precise: if the firm later acts in a matter directly adverse to a former client, and that matter concerns an asset or information materially connected to the earlier estate-planning work, the firm should not treat retainer closure as the only question.
The issue is confidence in the process. The former client needs to know that their confidential instructions were not used against them. The new client needs to know that the firm can act without restraint or divided loyalty. The public needs to know that professional duties are not avoided by departmental labels or assumptions about file closure.
Earlier work
What did the firm learn during the will, estate plan or related advisory matter?
Later instruction
Is the new matter adverse to the former client, or connected to an asset or information from the earlier work?
Recorded analysis
Can the firm show the conflict, confidentiality, consent and safeguard assessment?
Conflicts and former clients
The SRA Code of Conduct separates different conflict questions. There is an own-interest conflict, where the solicitor’s duty to act in the best interests of a client conflicts, or risks conflicting, with the solicitor’s own interests. There is also a client conflict, where duties to act in the best interests of two or more clients in the same or a related matter conflict, subject to limited exceptions.
Former-client situations require a related but distinct analysis. The code restricts acting where a client has an interest adverse to another current or former client and the firm holds confidential information that is material to the matter, unless effective measures remove any real risk of disclosure or the former client gives informed written consent to the acting and the protective measures.
That means the question is not simply: was the former client still a current client? The question is whether the firm held material confidential information from the earlier retainer and whether the later matter was adverse in a way that engaged the former-client protection.
Confidentiality after retainer
Confidentiality is the part of the relationship that most clearly survives the file. SRA guidance states that solicitors must keep the affairs of current and former clients confidential unless disclosure is required or permitted by law or the client consents. It also states that the duty continues despite the end of the retainer or the death of the client, when the right passes to personal representatives.
That continuing duty is wider than merely avoiding a deliberate leak. The guidance explains the duty as one not to misuse confidential information: not to make use of it, or cause it to be used by others, otherwise than for the client’s benefit, without consent or lawful permission.
In a former-client dispute, that distinction matters. The concern may not be that a solicitor copied confidential material into a new file. The concern may be whether the solicitor or firm knew enough from the earlier work to give the new client an advantage, to shape strategy, or to act in a way that undermined confidence in the former client’s confidential relationship with the firm.
Consent and safeguards
Consent is not a decorative formality. Where informed consent is required, it must be given or evidenced in writing and based on enough information for the client to understand what is being agreed. A client cannot consent intelligently to a conflict or confidentiality risk if the relevant risk is hidden, minimised or described in terms too general to understand.
Safeguards also need to be real. SRA guidance explains that effective safeguards may require structural separation within a firm so confidential information cannot pass from the lawyer acting for one client to the lawyer acting for another. A mere assurance that departments are separate may not answer the question unless the firm can show what separation existed, who had access, how information barriers worked, and why there was no real risk of disclosure.
In estate-planning matters, consent and safeguards should be tested against the asset and information actually in issue. If the earlier retainer included sensitive information about an asset, beneficiaries, family intentions or commercial vulnerability, the firm should be able to explain how that information was protected before accepting a later adverse instruction.
Identify the information
What confidential information from the earlier retainer could be material to the later matter?
Assess adversity
Is the later client seeking an outcome adverse to the former client or connected to the same asset?
Record the safeguard
What consent, information barrier, structural separation or refusal decision was recorded?
Case-law discipline
Prince Jefri Bolkiah v KPMG is often raised in discussions about former clients, confidential information and professional firms. The case is important, but it should not be overstated. It does not mean every former-client relationship creates a permanent bar on all future work. It is better understood as part of the discipline around confidential information, adverse acting and whether safeguards are sufficient.
The SRA confidentiality guidance itself refers to Prince Jefri and explains the continuing nature of confidentiality. That is the safer public-facing point. A former client does not need to prove that every later act was disloyal before raising a concern. The first question is whether the firm held material confidential information and whether the later matter created a real risk that it could be used or disclosed in a way contrary to the former client’s interests.
Other authorities mentioned in commentary may be relevant on their facts, but case names should not be treated as shortcuts. A strong article should separate what the case actually decides from what the facts of a later dispute may suggest. The more serious the allegation, the more important that distinction becomes.
Closing the file
Clear retainer documentation matters because uncertainty over when a file ended can create later confusion. The SRA guidance on terminating retainers notes that, in the absence of agreement to the contrary, a solicitor’s accepted retainer is an entire contract to conduct a matter to its conclusion, and that a solicitor generally needs good reason and reasonable notice to terminate an existing retainer.
That guidance is about terminating current retainers rather than every completed file. But it illustrates the wider point: scope, conclusion and communication matter. A client care letter should explain the agreed work, what is and is not included, timescales, named contact details and what the client needs to do. A closing letter or clear file-closing communication can reduce later dispute about whether the solicitor-client relationship was continuing, what work ended, and what obligations remained.
Even a clear closing letter does not erase confidentiality. It may clarify that the active retainer has ended. It does not remove the need to check former-client confidential information before a later adverse instruction is accepted.
The evidence route
The strongest route is an evidence map rather than an accusation. Start with the earlier retainer. What was the matter? What work was done? What documents were produced? What confidential information was supplied? What asset, beneficiary, business interest or risk was discussed? Was there a client care letter, scope note, completion email or closing letter?
Then map the later instruction. Who was the new client? What was the matter? How was it adverse to the former client? Did it concern the same asset, business, property, family arrangement or confidential background? Who within the firm acted? Were the same individuals involved? What information barriers existed? Was former-client consent sought?
The final step is to identify the precise professional question. Is the concern former-client confidentiality, current-client conflict, own-interest conflict, lack of consent, inadequate safeguards, failure to explain closure, failure to put matters right, negligence, data protection, regulatory reporting or commercial loss? Separating those questions makes the complaint stronger and prevents a serious point being diluted by overstatement.
Earlier retainer
Keep the client care letter, will file, scope note, completion email, closing letter and instructions about key assets.
Later matter
Keep correspondence, parties, dates, role allocation, adverse steps, consent requests and evidence of file overlap.
Professional issue
Separate conflict, confidentiality, consent, safeguards, negligence, SAR, complaint and loss issues.
Source anchors
These sources support the professional conduct framework used in this article. They do not prove any disputed conflict, retainer issue, former-client complaint, fiduciary breach, negligence allegation or organisation-specific failure.
SRA Principles
Rule of law, public trust, independence, honesty, integrity and client interests.SRA Code of Conduct
Conflicts, former-client confidentiality, consent, safeguards and accountability.SRA conflicts guidance
Own-interest conflicts, client conflicts, adverse acting and structural safeguards.SRA confidentiality guidance
Current and former client confidentiality, misuse of information and continuing duty after retainer end.SRA terminating retainer guidance
Good reason, reasonable notice, risk mitigation and the legal position on retainer termination.SRA client care letter guidance
Scope, client understanding, next steps, contact details and clarity at the start of a matter.The Legal Lens point
The end of a will-drafting retainer may end the active work. It does not erase confidential information. It does not remove the need to check whether a later instruction is adverse to a former client. It does not make consent, safeguards or role boundaries optional.
The strongest question is not whether every former client can veto future work. They cannot. The stronger question is whether the firm can show a proper professional route before accepting a later adverse matter connected to confidential information or a significant asset from earlier work.
Retainer closure matters. But it is not the whole answer. Public trust depends on the record: what the firm knew, what it checked, what it protected, what it disclosed, what consent it obtained and why it concluded that it was proper to act.
Former-client conflict route map
Get a free written assessment of the route
If a former-client issue involves a will, estate asset, later adverse instruction, confidentiality concern or solicitor conduct question, Legal Lens can help organise the documents, issues and route before escalation or specialist review.
Clarify the scope, documents, confidential information, assets discussed and whether the file was closed.
Connect the new instruction, adverse interest, asset overlap, people involved and possible information pathway.
Separate SRA conduct issue, Legal Ombudsman issue, negligence question, SAR issue and litigation step.
Retainer scope, former-client information, later adversity, consent, safeguards and route selection.
Documents, chronology, knowledge pathway, missing records and next questions.
Independent Legal Lens consultancy. Legal Lens is not a regulated solicitors’ firm. A preliminary assessment is not a substitute for regulated legal advice where that is needed.